Developments in Securities Regulation, Corporate Governance, Capital Markets, M&A and Other Topics of Interest

NYSE Proposes to Amend Exclusions from Equity Compensation Rules to Mirror Practice


The New York Stock Exchange proposes to amend Section 303A.08 of the Manual to clarify the circumstances under which certain sales of a listed company’s securities will not be deemed to be equity compensation for purposes of that rule. The rule proposal states as follows: Section 303A.08 provides that an... Read More

Topics: Employment, Executive Compensation, Public Companies and Securities

Nasdaq Releases Global Environmental, Social and Governance Reporting Guide


Nasdaq has released its new global environmental, social and governance (ESG) reporting guide which it believes will support public and private companies. The 2019 ESG Reporting Guide includes third-party reporting methodologies adopted by the industry and Nasdaq intends it to help companies navigate the evolving standards on ESG data disclosure.... Read More

Topics: Public Companies and Securities

New Executive Order on Securing the Information and Communications Technology and Services Supply Chain May Impact M&A


On May 15, 2019, President Donald Trump issued an Executive Order on Securing the Information and Communications Technology and Services Supply Chain. The order provides in part (emphasis added): The following actions are prohibited:  any acquisition, importation, transfer, installation, dealing in, or use of any information and communications technology or... Read More

Topics: M&A

SEC Proposes to Modify Filer Definitions and Obligations under SOX 404(b)

Current SEC reporting requirements establish three different filer statuses that categorizes issuers subject to Exchange Act reporting requirements as non-accelerated, accelerated, and large accelerated filers. Section 404(a) of the Sarbanes-Oxley Act, or SOX, requires almost all SEC reporting issuers, regardless of filer status, to establish and maintain internal control over... Read More

Topics: Public Companies and Securities

CFTC Publishes Enforcement Manual


The CFTC’s Division of Enforcement, or DOE, has published its Enforcement Manual (see the link in the upper corner to download the Manual). This is the first issuance of a public Manual by DOE. The Manual provides an overview of the CFTC and DOE, and it establishes certain general policies... Read More

Topics: Derivatives, Litigation